THIS IS A RUSH TRANSCRIPT. THIS COPY MAY NOT BE IN ITS FINAL FORM AND MAY BE UPDATED.

Guests: Kent Jones, Mark Ritchie, Robert Reich

RACHEL MADDOW, HOST: We're number seven. We're number seven.

(LAUGHTER)

MADDOW: Thank you, Keith.

And thank you for staying with us this hour. Tonight, weirdly, given that it's November 12th, we got election results. We are getting updates this hour, right now, on the felonious Senator Ted Stevens-Mayor Mark Begich race in Alaska. We will bring you the latest, big topsy-turvy tally. This race is changing fast.

(voice over): The Barack Obama pre-administration is eight days old. What exactly is the president-elect doing right now? We have more details on his moment-to-moment activities that you could possibly need. But apparently, it's not as much as many people want.

What is the forthcoming administration doing for the country in these difficult times? Quite a bit, it turns out, especially since Obama doesn't have any official power yet.

What's he doing for his party? That's a different question. After taking from Joe Lieberman for a whole campaign, has the president-elect really signed off on official forgiveness? Let bygones be bygones? Forget about it? Senator Evan Bayh of Indiana joins us to assess.

Before we get to Decision 2012, let's clean up Decision 2008. Actual votes actually counted in Ted Stevens' Alaska, a red hot Senate race, and accusations from the right that Minnesota secretary of state pals around with communists. The secretary, himself, the alleged communist version of Katherine Harris joins us tonight on the Minnesota recount.

And, lame duck watch continues.

(BEGIN VIDEO CLIP)

DANA PERINO, WHITE HOUSE PRESS SECRETARY: You can blame the president of the United States for a lot of things but the state of the automakers right now is not the president of the United States' fault.

Former labor secretary and current Obama advisor, Robert Reich, helps us keep on eye on today's lame duck quack-itude and the terrible, horrible, no-good, very bad state of the economy.

There is some good economic news, at least for Red Sox nation.

We'll also talk about the biggest expected inauguration ever.

And Saudi leadership on religious freedom. Wait-the whose what of what now?

THE RACHEL MADDOW SHOW starts right now.

(on camera): Thought the election was over? Not quite. Vote counting is still going on this very moment in the Alaska Senate race. We have just learned that Democrat Mark Begich has taken the lead from convicted felon senator, Ted Stevens, who was up by 3,000 votes at daybreak today. At the last update, Begich was up three votes-three. Not 300 or 3,000 -- three votes.

So, too close to call? Yes. We expect more updates, which we will bring you throughout the hour.

But we begin tonight with objective analysis of Barack Obama's effectiveness as president-elect. A position which holds exactly zero executive power. Objectively and seriously, he is actually doing well by the country and the only way that he can at this point, amid a deluge of very upsetting news.

Today, for the third straight day, the stock market buckled to its proverbial knees, dropping another 411 points. The economy is still in the toilet or even on its way to the septic tank at this point. And then today, another institution, that even has the word American in it, warns it's in big trouble. American Express, they're looking for $3.5 billion from the government. General Motors stock traded today at roughly $3 or so a share. That's down, oh, say, 90 percent in the past year.

The economic news, no matter how you look at it is grim-grim, grim, grim, grim, grim. But lately, without even putting pictures of his family on the desk in the Oval Office, Barack Obama appears to have adjusted Americans' attitudes. Look at the latest poll numbers from Quinnipiac University. Sixty-two percent of Americans say they believe Obama will be a good or great president; 70 percent say they think the economy will improve under President Obama; 62 percent say Obama will make the U.S. more energy independent. That is whopping optimism. Those are some expectations.

As a reminder, only 53 percent of the country voted for him a week ago. Even though he doesn't officially get the keys to the car for another 68 ½ days-I do have that clock in my pocket-President-elect Obama seems to have already accomplished something the current president has not. He has made people feel hopeful. Thirsty for a good feeling, Americans have chosen to hang on Obama's every move, his every footfall, his every trip to the gym? Do you think that's an exaggeration? I wish it were so.

Look at the pool reports sent out daily by the media that travels with him. For the past two years, these pool reports have summarized Obama's various campaign stops and his meetings. Now, the daily Obama reporting-goes more like this. Check this out.

Pool report number one: President-elect Barack Obama left his home in an SUV at 7:40 a.m., heading straight to nearby Regents Park apartment building for his regular morning workout. Arrived at gym at 7:53 a.m. SUV pulled far into building parking lot and press pool could not view Obama. Pool holding at coffee shop. Morning weather in Chicago is damp, overcast, and cold.

So, recapping, he went to the gym, but his car pulled in too far out of the camera's view. Pool holding at the coffee shop. Does the pool have a Danish? Mullet (ph), it gets better.

Pool report number two: President-elect Obama's-Barack Obama's motorcade left his gym at 8:58 a.m. and Obama returned home seven minutes later. Staff said Obama showered and changed at home as press pool held outside. Pool unable to get clear view of Obama. Obama motorcade and press pool now en route to Obama's transitional offices downtown.

Unable to confirm actual shower took place. That too occurred out of-I repeat-out of camera view. We will update you as details become available. You will enjoy those details and we won't blame you.

If President Bush is a lame duck, think about it. I mean, what is the opposite of that here with this president-elect? Is he be the super-awesome, really fit, fast, flying duck? Well, whatever metaphor you choose, President-elect Obama has Americans thinking positive, thinking hopefully about the future.

Now, there is actual Barack Obama news that may affect his governing power. In between trips to the gym and his transition office, as dictated to the minute by the media pool, Obama does seem to be influencing one major decision that hangs in the balance-that would be the future of Senator Joe Lieberman in the Democratic Party.

Politico.com reports today that a "save Lieberman campaign" of sorts has been undertaken by Democratic senators, Chris Dodd, Ken Salazar, Tom Carper, and Bill Nelson. Their goal is, reportedly, to allow Lieberman to keep his prize chairmanship of the Senate Homeland Security and Governmental Affairs Committee. Where does President-elect Obama stand on this? Well, his aides have been very clear, saying, he holds, quote, "no grudge against Lieberman," that Lieberman should be allowed to continue to caucus with the Democrats.

But there was speculation today that Obama actually went further than that, arguing that Lieberman should stay committee chairman. That speculation was based in part on reporting done by "Newsweek's" Howard Fineman on "COUNTDOWN' last night. We contacted Howard today to figure what exactly he meant by that and whether the speculation based on his reporting is accurate, Fineman reports to us that to his knowledge, Obama has not weighed in on the chairmanship issue specifically. But Obama did call Senate Majority Harry Reid to urge him to keep Lieberman inside the Democratic caucus.

Now, I'm not sure anyone really cares if Lieberman still calls himself a Democrat or not. Does anyone really care he's been calling himself the Connecticut for Lieberman senator recently? I think the issue is really whether he gets to keep running that committee, the Homeland Security and Governmental Affairs Committee.

And what would it say about the Democratic Party if they use their majority in the Senate to give subpoena power and a big high profile gavel to a man who said that he feared America could not survive, too large a Democratic majority in the Senate, to a man who says the new Democratic president is na‹ve, and it's a good question to ask whether or not he is secretly a Marxist?

I don't think there's a risk that Senator Lieberman is out of the Democratic caucus. But why would you want that guy to stay in charge of homeland security and governmental affairs in the United States Senate?

Joining us now is Indiana's Democratic senator, Evan Bayh.

Senator Bayh, thank you so much for coming on the show tonight.

It's great to have you here.

SEN. EVAN BAYH, (D) INDIANA: Good to be with you, Rachel.

MADDOW: You have been outspoken in your support of Senator Lieberman keeping his role as chair of homeland security and government affairs. Why do you think that he is the best Democrat for that job at this point?

BAYH: I really don't think this is about Joe Lieberman, Rachel. I think this is about maximizing our chances of making the changes that we need in America, maximizing that chances that President-elect Obama will meet those expectations you referred to by addressing the challenges that we face, that you also reported on just a few minutes ago.

And let me explain to you what I mean. If this was just about Joe Lieberman and the things he said in the campaign, well, I should say, well, let it go. I mean, if people want to settle scores, fine. I mean, he's a big guy, he can live with the consequences of his actions. But one of two things would be likely to happen if we were to kick him out of this chairmanship-number one, he might very well decide to just resign from the Senate. You know, he probably would not want to be a person without a home, wandering the hallways, you know, without any influence of any kind.

And Connecticut has a Republican governor who would appoint a pure Republican to that seat who would vote against the wishes of the president-elect and the Democratic caucus, you know, the vast, vast majority of the time. That's number one.

Number two, Joe Lieberman might decide to stay and be embittered. And what would happen there would be, from time to time, we have close votes. You've been reporting on the Alaska race, and the Minnesota race, and the Georgia race. We could be at 58, 59, maybe even 60 votes. Every two or three or four months, there's going to be a critically important vote, very close. Every vote will count and it might come down to one vote.

Now, if Senator Lieberman, if he has a strong view, he'll vote his conscience, but if he is conflicted, frankly, you know, doesn't really know what to do, and, you know, we've exacted revenge on him, I suspect we could probably expect the same in return. That's really not where we want to go. Let's see if we can move this in a better direction. And final thing I'd say is, if he does retain his chairmanship, we still exert oversight over him and control over him. He doesn't have the ability to just do whatever he wants. The caucus still has the right to remove him from that position at anytime if he starts going off on some kind of tangent.

So, I simply think it maximizes the chances of getting progressive policies a better outcome if we have a Joe Lieberman who's a little reticent, who apologizes for the things that he said that were way over the line, and instead is trying to do the right thing, instead of an embittered Joe Lieberman or a Republican replacement who will not be with us any of the time.

MADDOW: Is it not setting a strange precedent though for somebody to have not only campaigned against the nominee of his party but also to have campaigned against other Democratic Senate candidates and for Republicans, and to have, honestly, not only campaigned for his friend John McCain, but also really deliberately against Barack Obama, as you said, going, I think, quite over the line in terms of some of his criticism? Is it not setting a strange precedent that he essentially gets to set the terms on which he stays in the caucus?

He has said he will bolt the caucus if he doesn't get to hold on to his chairmanship. It seems weird that he should be the guy driving the bargain at this point, particularly when he sort of politicized homeland security in order to make political points this year.

BAYH: Well, it is unusual territory. And, you know, I was on another national show, one of the Sunday programs sitting right next to him when he basically said that Barack Obama was for defeat in Iraq. And I had to cut him off and say, "Joe, that's not true." I mean, he said things that were simply unacceptable and I think he needs to apologize for that.

And the question for us, then, Rachel, is: How do we move on from here and maximize the chances of us getting good things done for the country, for your viewers? And I think that the best way to do that is to look to the future rather than just exact revenge for the past.

Now, at the same time, you got to, you know, expect an apology or some repulse (ph), and you got to keep tell him, "Look, we're going to give you a chance here. But if you don't do the right thing as chairman, if, you know, we see any continuation with this kind of behavior," well then at that point, you know, the game is up at that point.

MADDOW: And-but the game would be up in the sense that he would get stripped of his leadership positions?

BAYH: The chairmanship. Yes.

MADDOW: Yes.

BAYH: You got to remember, we have the right to change chairman at any time during the session. And, you know, we would expect him to conduct himself in that capacity as someone who was supportive of the administration and didn't certainly conduct himself in a way that reflected some of those comments which I strongly disagreed with at that time and still do disagree with.

MADDOW: Senator Bayh, do you think that there are going to be major issues, major divisions within the Democratic caucus on issues of national security and homeland security moving forward? I mean, one of the things about Joe Lieberman's chairmanship is that he, in the past couple years, has been a real contrast with his colleague in the House, his counterpart in the House, Henry Waxman, who heads the Government Affairs Committee there, in terms of what he's been willing to investigate. Joe Lieberman didn't investigate the government response to Katrina, or the Blackwater shootings in Iraq or anything like that.

Are there going to be real inter-party divisions on security issues or do you see a united front going forward?

BAYH: Well, I would hope we would have a united front. And, you know, if the caucus and the committee feels that there are areas worthy of investigation, and you mentioned two that I think would warrant investigation, then there should-one would need to go forward, regardless of what the chairman would happen to think. And we have the power to demand that sort of thing.

But I do hope, Rachel, we've just gone through a tough campaign. We have major issues that we face, really challenges-healthcare, education, the environment, getting out of Iraq, a lot of things that we need to do. I would hope we have the maximum amount of unity addressing those things.

And I honestly think, you know, look, if we-we can take away his chairmanship, that's something we have the right to do. What you will have at that point is either someone who may very well resign or someone who's embittered and if, you know, all of those being equal, might not be with us on some of these key votes. I honestly think we have a better chance to get unity for the kind of policies that you would probably support, most Democrats would probably support, if we try and have some reconciliation here rather than resorting to revenge right off the bat. You always have that option if things don't seem to be working out very well.

MADDOW: You're giving me a great prompt to ask Senator Lieberman to come and deliver that apology on this show. So, thank you for that.

(LAUGHTER)

MADDOW: And thank you.

BAYH: Well.

MADDOW: Sorry, go ahead.

BAYH: Issue the invitation. And, by the way, congratulations on being number seven.

(LAUGHTER)

BAYH: And the United States Senate-in the United States Senate, that would be right up there.

MADDOW: I would be fighting it out with Lieberman at this point, I know. Democratic Senator Evan Bayh of Indiana-thank you for your time tonight, sir. I really appreciate it.

BAYH: Thank you, Rachel. Good luck.

MADDOW: Thanks.

President-elect Obama's campaign was so disciplined that he earned the nickname "No Drama Obama," one of the all time most apt and convenient political rhymes. Right up there with "I like Ike," I think. But what has happened to the "no drama" thing, since? Absolutely no leaks for 21 months of the campaign, but now, it's leak of the day and retraction of the day. Can Obama govern the way he campaigned? Illinois Congresswoman Jan Schakowsky will try to Talk Me Down about that-next.

But first, just one more thing about the incoming Obama administration: It is igniting its own sort of Obama-conomy. "McClatchy" newspapers reports that as many as 1.5 million people are expected to descend on the nation's capital for Obama's historic inauguration.

Just for the sake of context, George W. Bush attracted about 300,000 people to each of his swearings then.

For those visitors who want to do it up in style, Washington's Mandarin Oriental Hotel is offering a presidential privilege package which includes four nights in the presidential suite, Ralph Lauren designer outfits for inaugural events, a chauffeur-driven Maserati and daily spa treatments. The price? Just over $200,000. So, celebrating democracy like European royalty? Yes, somebody can. Do you think they accept personal checks?

(COMMERCIAL BREAK)

MADDOW: Barack Obama clearly ran one of the most disciplined, well-oiled, Internet-savvy, good at fundraising, political campaign machines in American history. Just ask Hillary Clinton and John McCain. There were few leaks, few signs of dissent or discontent, no real known internal fractures on that campaign. If there were, they stayed behind closed doors in Chicago.

The question now is: Does Obama's campaign prowess translate into excellence at governing? Does "No Drama Obama" transfer from the campaign to the White House?

I got to say, during the transition, it seems to me, despite all the positive reports, it seems to me like the wheels have been a little bit squeaky. It began on election night, actually, before Obama was even declared the winner. Congressman Rahm Emanuel had reportedly accepted the job to be Obama's chief of staff. That report was quickly denied, but then the next day, Rahm Emanuel pondered the offer in public. And then by Thursday, he was officially.

That's kind of a messy half in public, half in private recant the leak process that we're not use to seeing from the Obama camp. Is it that the kind of thing that should have been ruled out with Emanuel already on board, standing by Obama's side? Message discipline alert here.

But then on Monday, more kinks. Hours before President-elect Obama was set to meet with President Bush, the "A.P." reported he was formulating a plan to try Guantanamo prisoners in the U.S., using maybe a new court system. All right. Shot across the bow, Obama is the new sheriff in town. But then the campaign said, "Not so fast." While he does intend to close Guantanamo, it's all still under review, recant that leak.

The same go and stop messages also coming out over Obama's plans for U.S. intelligence policy. Yesterday, the "Wall Street Journal" reporting that Obama advisors would not overhaul the Bush's intel policies. But then today, I got to the "Washington Post" online, and I read, "Top Two Official in U.S. Intelligence Expect to Lose Jobs," reportedly, because of their support for Bush's intelligence policies like torture and warrantless wiretapping. So, once again, recant that leak or, at least, recant the initial report.

And finally, today, the "A.P." reporting, former Secretary of State Warren Christopher and former Senator Sam Nunn were set to head Obama transition teams at the State Department and the Pentagon, respectively. But again, hold the phone. The campaign says get this straight, quote, "Senator Sam Nunn will play an informal senior advisor role. Secretary Christopher is not playing a role in the transition process. There's a lot of disinformation out there," end quote.

Yes, there is, obviously. But, why is that so? Is this a plan? Is Obama's team on the shores of Lake Michigan, deliberately releasing one trial balloon after another? Is this a crazy like a fox message discipline demonstration or is this maybe the media still figuring out which sources actually know what they are talking about? Or, maybe-and I hope this is not the case-is this how an Obama White House will run?

Here to try and Talk Me Down is Illinois congresswoman, Democrat Jan Schakowsky.

Congresswoman Schakowsky, it's nice to see you. Thanks for being here.

REP. JAN SCHAKOWSKY, (D) ILLINOIS: I'm very happy to be here to try to talk you down, Rachel.

First of all, you got to stop believing everything you read.

(LAUGHTER)

SCHAKOWSKY: This is rumor mill time. This is definitely rumor mill time. All kinds of people are putting-may put things out, but it is not the campaign. I have checked with the campaign about all of those things that you are talking about. And actually, these are from, you know, as you said, you got to know who you are talking to.

And I want to remind you that there were times during the campaign itself, the "No Drama Obama" campaign, indeed it was, where people who are unauthorized to speak for the campaign did speak for the campaign and it was reported as a campaign. And so, I think that what you are seeing really is just a lot of speculation that is very, very typical for every transition, for every president, and this is still a very, very disciplined campaign.

But, let me say one other thing. If you want a really, button down administration, then I think you ought to look to the Bush administration, kind of leak-proof in many ways unless they want to send something out. And that's because only very few people were involved in decision-making. The vice president was in undisclosed locations. They would hold meetings that were completely secret and no one could even know who was there.

This is going to be a much more transparent and inclusive administration. We're going to know a lot more about what's going on. And that's a good thing.

MADDOW: Transparency and inclusion definitely sound like good things, particularly when you contrast them with what we've been going through for the past eight years. But, the "Yes, we meant it, no we didn't," "this is being floated, no it wasn't being floated" back and forth, it maybe this-maybe that this stuff is being sourced to people who really ought not be talking to the press. But isn't it part of the responsibility of the transition team to make sure the right people are talking to the press so the reporters aren't freelancing, trying to find their own source that end up putting troubling or wrong information?

SCHAKOWSKY: Well, first of all, let me say about Rahm Emanuel, who I've known since he graduated from college. Rahm Emanuel is a really, really smart guy. He is the most focused and disciplined person that I know. And so, you're not going to see anything coming from Rahm. And I think it will have a lot to do with controlling message out of the administration.

Of course, Barack Obama will be completely in control as he really was of the campaign, itself. But, I don't see that you're going to see trial balloons or, you're going to see, you know, leaks used for political purposes. You're going to see an administration that people are going to be able to feel comfortable that they are getting the real straight talk from that administration. I think that's been a hallmark of Barack Obama's campaign. And I think it's going to be true of his administration as well.

MADDOW: Now that President-elect Obama's Senate seat is going to be open in Illinois, there has been a lot of discussion about who's going to be appointed to that seat, your name, of course, has been mentioned. How interested are you in potentially becoming a senator?

SCHAKOWSKY: Well, I guess what I'm most interested in and excited, having been an progressive activist for almost four decade, is working with the president of the United States and a Democratic majority. But, clearly, it would be a wonderful thing to have the honor of taking his place in the Senate and working with him from there.

But I'm pretty happy right now. I think that the outcome of this election bodes very well for our country and I'm so excited about being part of it, wherever I am.

MADDOW: Well, I'm sure he will be very happy with your somewhat effective efforts to Talk Me Down out of my concerns about the leakiness. So, that helps.

SCHAKOWSKY: At least somewhat, huh?

(LAUGHTER)

MADDOW: Yes. Somewhat, I've never actually officially been talked down from anything which says more about me than your skill at this. So, sorry about.

Jan Schakowsky, good luck to you and thank you for being here. I appreciate it.

SCHAKOWSKY: Thank you, Rachel.

MADDOW: Attention politics junkies-election 2008 is still not over, actual results trickling in as we speak. At the top of the hour, Democrat Mark Begich had a three, count them, three-vote lead over convicted felon, incumbent Republican Senator Ted Stevens-three votes. We've got up-to-the-second numbers, coming right up.

(COMMERCIAL BREAK)

RACHEL MADDOW, HOST: In tonight's edition of the public service series, "Lame Duck Watch: Quackitude," we invaded the upcoming global economic summit in Washington. Guess which American politician world leaders want to hang out with? And guess which one they don't despite his really awesome job title?

The one they don't want to hang out with, he's the one quacking like a lame duck right now. We'll have more on that in just ahead.

First, though, it's time for a few underreported holy mackerel stories in the news today. You will notice that this segment is called "Ms. Information." That is fitting because it's correction time. Two instances of misinformation I have dealt you this week already, and it's only Wednesday.

First, on Monday, during a segment about Sen. Joe Lieberman, I stated that when he was running for reelection to the Senate in 2006, he said he would abide by the results of the Democratic primary until he lost that primary and he changed his mind. That was not right. Lieberman said he would run as an independent if he lost the primary and that is exactly what he did. Wrong by me on that one.

And last night, in this segment, I pronounced "Thule Air Base" incorrectly. I said it how it's spelled which is "Thule." How humiliating is that? I'm very sorry to our Air Force's northernmost base in the world. As cold as our folks are up there, they deserve me getting their name right. I regret both errors and will redouble my efforts to never, ever get anything wrong ever again.

Moving on to some history made this week at the United Nations. Saudi Arabia's King Abdullah agreed for the first time to dine in the same room with the Israeli president last night - Shimon Peres. U.N. Secretary General Ban Ki-moon said normally, in the past, they have not been sitting in the same place like this. That is very important and encouraging.

Not so encouraging? They were in the same room, but they were not apparently at the same table. Baby steps. They did eat the same food, apparently which is supposedly also some sort of diplomatic baby step, I guess. The leaders were attending a two-day U.N. conference on religious tolerance, a conference led by Saudi Arabia, which is awkward because Saudi Arabia has special religion police that forbid non-Muslims from praying in public and impose gender segregation and that, of course, discriminate against Shiite Muslims.

Those tolerant Saudis are leading the conference on religious tolerance. King Abdullah did say that terrorism is the enemy of all religions. He called for a united front to combat that. Taking the opportunity to address the king in the same room, the Israeli President said, "I wish that your voice will become the prevailing voice of the whole region."

That's nice, actually, but let's not get too optimistically carried away. The meeting is expected to end with a nonbinding oral statement without even any sort of written declaration. Wouldn't want to write anything down you might want to take back later.

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MADDOW: That all-you-can-eat buffet drama we just polished off of the country, the 2008 election. Well, there is still some victual (UNINTELLIGIBLE) table. The election, I can report with gleeful, political gluttony is not ours.

Three dramatic Senate races are still totally up in the air with a filibuster-proof Democratic majority potentially in the balance. So what are we waiting for? We're waiting for breaking news in Alaska.

Democrat Mark Begich, the mayor of Anchorage, is now leading America's highest ranking convicted felon, incumbent Republican Senator Ted Stevens. He's leading by three votes.

At daybreak today, Stevens led by a little more than 3,000 votes. The Alaska Division of Elections said it expects to count roughly 35,000 additional absentee and questioned ballots over the next week. I will be interviewing Mayor-could-be-Senator Mark Begich tomorrow night which is very exciting.

In Georgia, Election Day's long, drawn-out finale is a run-off between Democrat Jim Martin and incumbent Republican Sen. Saxby Chambliss. That will be happening on December 2nd. Now, how big is this race?

President-elect Obama dispatched political ground forces to aid Jim Martin's cause and John McCain is campaigning in the state for Saxby Chambliss tomorrow. The Democrats today posted a Web ad reminding voters how John McCain felt about Saxby Chambliss when he won the seat six years ago against triple amputee and Vietnam veteran Max Cleland.

The ad quotes McCain who told CNN at that time, quote, "I have never seen anything like that ad. Putting pictures of Saddam Hussein and Osama Bin Laden next to the picture of a man who left three limbs behind on the battlefield - it's worse than disgraceful. It's reprehensible."

It's kind of awkward to have the guy who called you "disgraceful" and "reprehensible" now making a case for you now, isn't it?

The Republicans in Georgia are out there with a new TV ad, too, repeating the theme of yesterday's Web ad minus one important thing.

(BEGIN VIDEO CLIP)

VOICE OVER: With unchecked power hanging in the balance, Georgia can't afford another liberal like Jim Martin in Washington.

(END VIDEO CLIP)

MADDOW: Do you notice the yawning absence of Barack Obama in that ad? He had the near-70 percent approval rating. Their Web ads - the Republican web ads, which you have to seek out online if you're not watching this show where we show them - the Web ads include the "be afraid of scary Barack Obama" stuff. But when it comes to broadcasting ads on television, these guys are not stupid. And the "scary Barack Obama" has been replaced by "scary liberal Chuck Schumer" in the ads that are airing on TV.

I guess because tons of Georgians wake up in a cold sweat at night, worrying about Chuck Schumer. I'm sure there's a logic there. I just can't see it to through the weirdness.

Also, in the Minnesota Senate race between Democrat Al Franken and Republican Norm Coleman, a massive 2.9 million vote recount of the Senate race is set to begin next week. The Associated Press puts the current spread is at 206 votes with Coleman ahead.

Guess who's playing Daddy Roebucks(ph) for Coleman's recount effort. That would be Mitt Romney, of course who has family ties to Minnesota - oh no, wait, that's Massachusetts - I mean, Michigan. I mean, Utah. Oh, whatever. He's just very, very rich and he is helping to bankroll Coleman's recount which is dispatching at least 120 lawyers across the state.

Meanwhile, Minnesota Secretary of State Mark Ritchie, the man tasked with overseeing the recount - he's being demonized by the Republican Party as a Democratic version of Katherine Harris.

The National Republican Senatorial Committee distributed a three-page list of reasons why no one should trust Secretary Ritchie. They cited an un-sourced claim in a "Minneapolis Star Tribune" article that the Communist Party USA wrote encouragingly of his candidacy. It's becoming a weird sign of having truly made it in American politics now when the Republican Party calls you a commie(ph).

Joining us now is a man who has that distinction, Minnesota Secretary of State Mark Ritchie who doesn't appear to be a commie, but you never can tell. Mr. Secretary, please forgive the McCarthy -

MARK RITCHIE, MINNESOTA SECRETARY OF STATE: Good to be with you, Rachel.

MADDOW: Forgive the McCarthy-ite intro here. I'm having fun and I'm sorry for putting you through it.

RITCHIE: It's OK. It's good to be with you, Rachel.

MADDOW: Good. Thank you. It seems from outside the state that there is an effort underway to de-legitimize the Minnesota recount before it even happens. And they are doing it in part by smearing you as untrustworthy and partisan. Do you think that is the strategy here?

RITCHIE: Well, I think it's normal in any kind of high-emotion situation like this. But we just have to keep moving forward. You know, we have a great team. We have local people all set to go. We have our state canvassing board all set with Supreme Court justices and district judges. So then, taking political hits is part of the territory. It comes from both parties sometimes. But we're just heading right into this recount and we hope to be done before Christmas.

MADDOW: You were asked earlier today about the Coleman campaign questioning the integrity of the vote counting - similar question of what I just asked you. And your reply was this, quoting you, "I think it's a normal campaign. You know, their goal is to win at any price. They have invested millions and millions of dollars, so we consider this part of the normal political rhetoric."

Much like what you just said in response to my first question. The Coleman campaign came after you for that comment today saying your comments were offensive and saying that it underscored their concerns about your ability to act as an unbiased official.

I know you said you were willing to take the political hits. But they are not just smearing you; they're smearing the whole process of electing people in Minnesota. Do you want to respond to that criticism and, I guess, defend the election process of your state?

RITCHIE: Oh, I think you're putting your finger on something, which is, I'm fine to take the political hits. And you know, I do believe that both political parties take this race very, very seriously. But it is true that when smearing this race, you know, the campaign kind of mode that we are in, does bleed over into attacking the local election officials.

And keep in mind, we have 30,000 volunteers and others who serve as elected judges. We have 87 counties with fantastic local people. I want to make sure that those people who are really the public servants who will be doing the counting directly starting next week.

I want to make sure the hits come to me, not those local election officials who really are serving the public by making this process happen very quickly, very efficiently, very accurately and with total transparency.

MADDOW: Mr. Secretary, have there been any irregularities or signs of potential tampering that you have been worried about yet, thus far in the counting process?

RITCHIE: Not yet. But keep in mind, we have not started the recount. The recount is triggered by the State Canvassing Board, if the election is within a half percent. Because we are within that half a percent, we will be ordered by the State Canvassing Board next week to start and we will begin the morning of the 19th.

So that counting process will begin totally in public. There will be challengers from both campaigns. Any ballot that the challengers do not agree with the election officials' determination of the intent of the voter go into a challenge pile, and all of those come back to the State Canvassing Board in December.

MADDOW: Minnesota Secretary of State Mark Ritchie, thank you for your time, Sir. I wish you a very speedy and very fair recount. Good luck.

RITCHIE: Thank you very much.

MADDOW: Next, we present another installment of "Lame Duck Watch:

Quackitude." You know what President Bush did well after he was pretty lame duck? He pushed the Wall Street bailout rescue past this "so the Great Depression starts Monday" thing. Now that President Bush is a totally lame duck, that bailout package is looking pretty lame, too. Robert Reich will be joining us to keep an eye on the last days of the administration that, for many of us, just can't end fast enough.

(COMMERCIAL BREAK)

MADDOW: What is your favorite constitutional amendment? One whose appeal is peaking right now is the 22nd, the one Congress passed in 1951 to limit each president to two terms. Thank you, 1951 Congress.

The issue, though, is that a president, once he's on his way out, is sort of ignored by his country while he has full constitutional power. So, once again, we offer our own safety net for the dear, old 22nd Amendment. It's the official RACHEL MADDOW SHOW "Lame Duck Watch: Quackitude," because somebody better do it.

So how is that bailout or economic rescue plan euphemism $700-billion thing going? It was the president's plan, you will recall, when he wasn't a totally lame duck. And it's not going all that well, it seems.

The Treasury Department seems to be changing its plans on the bailout. Treasury Secretary Henry Paulson spoke today about the department's plans for the $400 billion that's still left of the bailout.

(BEGIN VIDEO CLIP)

HENRY PAULSON, U.S. TREASURY SECRETARY: We are examining strategies to support consumer access to credit outside the banking system.

(END VIDEO CLIP)

MADDOW: But what happened to the large-scale purchases of questionable, mortgage-related securities, the original model for the $700 billion financial rescue plan. That plan didn't really happen or it's not going to happen anymore?

And what about the auto industry? Early last month, Congress and President Bush handed the U.S. auto companies $25 billion. But that, apparently, was not enough. General Motors, the symbol of American manufacturing since the early 1900's, has said they will run out of cash early next year if the market doesn't improve.

One of my producers here today bought GM stock which sold for more than $30 a share a year ago. He bought it for $3.25. Yes. And then it was off another 17 cents with the close today. Sorry, Kurt (ph).

So no GM? We can't really let that happen as a country, can we? So are we going to bail them out again? Are we going to bail them out more? Speaker Nancy Pelosi wants to, saying last night this, "Emergency assistance is needed in order to prevent the failure of one or more of the major American automobile manufacturers."

Sec. Paulson today called the autos a, quote, "critical industry in this country." Yes, duh. But basically, he said the bailout wasn't designed to help the automakers. So from the administration, which has brought the world well more than its fair share failed strategies and disastrous operations, we're now going to bail out that sort of feels like a corporate horror movie. Is this a good idea after all?

Here now is Robert Reich, a member of the Obama economic transition team. He's a professor at the University of California-Berkeley's Goldman School of Public Policy. And of course, he is a former secretary of labor under President Bill Clinton. Robert Reich's new book "Super Capitalism" is out now. Sec. Reich, thanks for joining us.

ROBERT REICH, MEMBER, OBAMA ECONOMIC TRANSITION TEAM: Good evening, Rachel. How are you?

MADDOW: I'm great but I'm wearied out about this bailout. I feel like there's $400 billion left to spend? That means we've spent almost that much already?

REICH: Yes.

MADDOW: And I don't know what to look for to know whether or not that money that has been spent has been well-spent.

REICH: Well, you're not alone. This has not been exactly a transparent bailout process. And Paulson and the Treasury burned through about $300 billion of money so far. People don't know exactly where it has gone. He announced today that he was changing techniques.

Now, he's already changed techniques. Congress understood when it passed the bailout package that it was actually going to enable him to buy back those mortgage-backed securities, kind of a reverse mortgage to create a market in those securities.

But actually, now, he wants to give money and he has been giving money directly to the banks, even though the banks are turning around and giving dividends to their shareholders and giving deferred compensation to their executives and planning acquisitions of other banks.

So what exactly is happening to Main Street? Is the money getting to Main Street? Not much of it.

MADDOW: Why is Sec. Paulson changing horses midstream here. Why is he changing strategy? Clearly, it seems like there were problems in what he was initially doing. But those seem like things that could be fixed by just adding some additional strings to the money, couldn't they?

REICH: Yes, Rachel. Here, I want to be very, very careful because I'm not speaking at all for the president-elect, even though I'm advising him in the transition. I'm speaking for myself.

But it seems to me, yes, there should be a lot of strings attached to any bailout. And if you're bailing out Wall Street banks, you ought to say, "Look, the taxpayer money is not going to go to substitute for executive salaries or bonuses or deferred compensation or dividends to shareholders or anything else.

It ought to go to Main Street. It ought to go to small businesses. It ought to go to homeowners who are in desperate straits and may be losing their homes. It ought to go to students who need student loans.

I mean, the banks are getting this money, presumably, because there is some public purpose behind getting the money. Otherwise, presumably, they'd go into chapter 11 reorganization and bankruptcy.

MADDOW: We're hearing now that American Express and the auto industry and the other industries are all coming to the government now, saying they would like lots - many billions of dollars, please, to bail them out as well some. Should that be seen as a separate issue? Should those be considered individually on their merits? Or should those be considered part of the bailout that was already approved?

REICH: Again, my view is that the real test ought to be jobs and people and communities. With regard to the big three, an argument can be made, Rachel, that you've got to three million jobs directly related to automobiles, the automobile industry and suppliers and dealers. And you've got probably, 25 million indirectly related.

And with all those jobs, there is a real big impact on Main Street. Now, that doesn't mean you just give money to GM and Ford and Chrysler because they've been going downhill and that would just be taxpayer money down the drain.

You ought to put some strings on that money. You ought to say, "Look, you guys. You've got to produce competitive cars. You've got to produce fuel-efficient cars. You've got to maintain your employment." Everybody has got to sacrifice, creditors and shareholders and maybe even the UAW in order to make sure that there's enough money for a major restructuring of this industry. It's a big American industry but it's going down the tubes.

MADDOW: Robert Reich, member of President-elect Obama's economic transition team, professor at Cal and a former secretary of labor under President Bill Clinton, thanks for your time tonight, sir. Nice to see you.

REICH: Thanks, Rachel. Bye-bye.

MADDOW: Coming up next, I get just enough pop culture from my friend, Kent Jones. Batman is getting sued? What, is there no Justice League to address these things?

(COMMERCIAL BREAK)

MADDOW: Now it's time for "Just Enough" with my friend, Kent Jones. Hi, Kent. What have you got?

KENT JONES, POP CULTURIST: Good evening, Rachel. I have a Red Sox story for you.

MADDOW: Yay.

JONES: "The Boston Herald" reports the economy is so bad that your beloved Sox announced they will freeze all ticket prices to the 2009 season at the 2008 level. Eye popping. Said Red Sox president, Larry Lucchino, quote, "We've been listening to fans, friends and family about the challenges they are facing in the light of the current adverse conditions. We hope our ownership's decision to hold prices for the upcoming season will, in some way, help ease the burden on Red Sox nation." More good news? The cost of yelling, "Yankees suck!" are still going to be free.

And finally, you know, everybody is trying to make a buck now. "Variety" reports that the mayor of an oil-producing city in southeastern Turkey is suing director Christopher Nolan and Warner Brothers for royalties for this summer's blockbuster movie, "The Dark Knight." Why? Because the name of his town is Batman.

The mayor of Batman is working on gathering evidence he claims will show the city of Batman pre-dates the 1939 debut of Caped Crusader in "DC Comics." The mayor, quote, "There is only one Batman in the world. The American producers used the name of our city without informing us."

Warner brothers replied, "We're only aware of the claim by a press report and haven't seen any actual legal action." The rep added, however, if a legal defense should become necessary, we will be represented by the firm of Aquaman, Spiderman and Thor. Rachel.

MADDOW: Thank you, Kent. Awesome story. Thank you for watching tonight. We will see you here tomorrow. "COUNTDOWN" with Keith Olbermann starts right now. Good night.

THIS IS A RUSH TRANSCRIPT. THIS COPY MAY NOT BE IN ITS FINAL FORM AND MAY BE UPDATED.

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